Singapore legislation
Section 16
Section 16
Registration of VCC
(1)
Subject to this Act, any person may, whether alone or together with another person, by subscribing the person’s name or their names to a constitution and complying with the requirements in subsection (2), incorporate a VCC.
(2)
The person or persons must —
submit to the Registrar the constitution of the proposed VCC and such other documents as may be prescribed;
submit to the Registrar the name of the manager of the proposed VCC;
submit to the Registrar the names of the directors of the proposed VCC;
provide the Registrar with the last day of the first financial year of the proposed VCC and such other information as may be prescribed; and
pay the Registrar the prescribed fee.
(3)
Either of the following persons:
a registered qualified individual engaged in the formation of the proposed VCC;
a person named in the constitution as a director or the secretary of the proposed VCC,must make a declaration to the Registrar that —
all of the requirements of this Act relating to the formation of the VCC have been complied with; and
the person has verified the identities of the subscribers to the constitution, and of the persons named in the constitution as officers of the proposed VCC,and the Registrar may accept such declaration as sufficient evidence of those matters.
(4)
Subject to this Act, if the requirements in subsections (2) and (3) are satisfied, the Registrar must —
register the VCC by registering its constitution; and
issue to the VCC a notice of incorporation.
(5)
Subject to this Act, beginning on the date of registration specified in the notice of incorporation, the subscribers to the constitution, together with such other persons as may from time to time become members of the VCC, are a body corporate by the name contained in the constitution —
capable immediately of exercising all of the functions of a VCC and of suing and being sued;
having perpetual succession with power to hold land; and
with such liability on the part of the members to contribute to the assets of the VCC in the event of it or any of its sub‑funds being wound up, as is provided by this Act (including the Companies Act 1967 as applied by this Act).
(6)
Subject to this Act and any other written law and its constitution, a VCC has —
in furtherance of its sole object under section 15(1), full capacity to do any act or enter into any transaction; and
for the purposes of paragraph (a), full rights, powers and privileges.
(7)
Upon the application of a VCC and payment of the prescribed fee, the Registrar must issue to the VCC a certificate of confirmation of incorporation.
(8)
Each subscriber to the constitution of a VCC must make a declaration to the Registrar, either personally or through a registered qualified individual, as to the number of shares that the subscriber agrees to take.